In this way, "300" is reminiscent of another graphic-novel-to-film adaptation, 2005's "V for Vendetta." That adaptation of an Alan Moore graphic novel questioned society's balance between anarchy and totalitarianism.

Director and co-writer Zack Snyder ("Dawn of the Dead") begins "300" by introducing the Spartan creed: Never retreat, never surrender. In this warrior society, soldiers are trained from childhood to show no pain or mercy. Their king is the battle-hardened King Leonidas, played with gusto by Gerald Butler.

A huge Persian army, under the leadership of the androgynous god-king Xerxes (Rodrigo Santoro), is conquering and enslaving nation-states in its path. King Leonidas refuses to surrender, and instead leads 300 of his best warriors to attack.

The Spartans march off wearing only leather briefs, helmets, boots and flowing red capes; they fight with spear, sword and shield.

Only rarely does the action shift away from combat to the Spartan capital, where Queen Gorgo must deal with an unscrupulous politician who opposes the war. Headey is mesmerizing; she brings a steely demeanor and inner fire to a role that could have easily faded into the background.

Parents should be aware that the R rating refers to beheadings, grotesque corpses and mutilations as well as topless women, a nude man seen from behind, suggested rape, sex between a married couple and two women kissing.

"300" is an excellently made movie that proves an ancient story can have echoes that reach the modern world. Audiences have to wade through "300's" buckets of blood to get to the message; in this case, the wade is worth it.